SEVERANCE AGREEMENT
EXHIBIT 10.4
SEVERANCE
AGREEMENT dated as of April 7, 2008 between THE BRINK’S COMPANY, a Virginia
corporation (the “Company”), and XXXXXXX X. XXXXX (the
“Executive”).
The
Company believes it to be in the best interests of the Company and its
shareholders to identify and agree upon certain benefits and obligations of the
Executive in the event of the termination of his services and to record those
matters in this severance agreement (the “Agreement”).
SECTION 1. Definitions. As
used in this Agreement:
(a) “Board”
means the Board of Directors of the Company.
(b) “Cause”
means (i) an act or acts of dishonesty on the Executive’s part which are
intended to result in the Executive’s substantial personal enrichment at the
expense of the Company or (ii) repeated material violations by the Executive of
the Executive’s obligations hereunder which are demonstrably willful and
deliberate on the Executive’s part and which have not been cured by the
Executive within a reasonable time after written notice to the Executive
specifying the nature of such violations. Notwithstanding the
foregoing, the Executive shall not be deemed to have been terminated for Cause
without (1) reasonable notice to the Executive setting forth the reasons
for the Company’s intention to terminate for Cause, (2) an opportunity for
the Executive, together with his counsel, to be heard before the Board, and
(3) delivery to the Executive of a notice of termination from the Board
finding that in the good faith opinion of three-quarters (3/4) of the Board the
Executive was guilty of conduct set forth above in clause (i) or (ii)
hereof, and specifying the particulars thereof in detail (a “Notice of
Termination”).
(c) “Date
of Termination” means (i) if the Executive’s employment is terminated by
the Company for Cause, the date of receipt of the Notice of Termination or any
later date specified therein, as the case may be, (ii) if the Executive’s
employment is terminated by the Company other than for Cause or Incapacity, the
Date of Termination shall be the date on which the Company notifies the
Executive of such termination, and (iii) if the Executive’s employment is
terminated by reason of death or Incapacity, the Date of Termination shall be
the date of death of the Executive or the effective date of the Incapacity, as
the case may be.
(d) “Incapacity”
means any physical or mental illness or disability of the Executive which
continues for a period of six consecutive months or more and which at any time
after such six-month period the Board shall reasonably determine renders the
Executive incapable of performing his or her duties during the remainder of the
Employment Period.
SECTION 2. Term of Employment
Period. This Agreement shall commence on the date hereof and shall
continue in effect until the third anniversary of the date hereof (the
“Employment Period”). In the event a Change in Control (as defined in
the Change in Control Agreement, dated as of April 7, 2008 between the
Company and the Executive, as the same may from time to time be amended) shall
occur during the Employment Period, this Agreement shall be
unaffected
thereby, it being the intention of the parties hereto that their rights and
obligations shall be governed by the terms of both such agreements such that, in
the event of a conflict in terms, the benefits most favorable to the Executive
shall apply; provided that there
shall be no duplication of benefits as a result of the operation of both
agreements.
SECTION 3. Terms of
Employment.
(a) Duties. During
the Employment Period, and excluding any periods of vacation and sick leave to
which the Executive is entitled, the Executive agrees to devote reasonable
attention and time during normal business hours to the business and affairs of
the Company and, to the extent necessary to discharge the responsibilities
assigned to the Executive hereunder, to use the Executive’s reasonable best
efforts to perform faithfully and efficiently such
responsibilities. All such services as an employee or officer will be
subject to the direction and control of the Chief Executive Officer of the
Company or of an appropriate senior official designated by such Chief Executive
Officer (or, in the event of the Chief Executive Officer’s incapacity without
such a designation, the Board).
(b) Lost Opportunity
Incentive
Equity Award. In
connection with Executive’s commencement of employment hereunder, the Company
shall grant Executive an award of restricted stock units for Company stock with
a grant date fair market value of $800,000 under the Company’s 2005 Equity
Incentive Plan (the “Lost Opportunity Incentive Equity Award”) subject to the
terms and conditions set forth in the award agreement providing for such
grant.
SECTION 4. Obligations of the Company
Upon Termination of Employment. (a) Termination for Reasons
Other Than for Cause, Death or Incapacity. If the Company
shall terminate the Executive’s employment other than for Cause or
Incapacity:
(i) The
Company shall pay to the Executive in a lump sum in cash (or in stock if
provided by a relevant plan), by the later of (I) 30 days after the Date of
Termination and (II) 10 business days after execution (without subsequent
revocation) by the Executive of the Release required by Section 8(b) of this
Agreement, as defined hereinafter, the aggregate of the following
amounts:
(A) the
sum of (1) the Executive’s currently effective annual base salary through
the Date of Termination to the extent not theretofore paid, (2) the product
of (x) the Executive’s Average Annual Bonus and (y) a fraction, the
numerator of which is the number of days in the current fiscal year through the
Date of Termination, and the denominator of which is 365 and (3) any accrued
vacation pay, in each case to the extent not theretofore paid (the sum of the
amounts described in clauses (1) through (3) shall be hereinafter
referred to as the “Accrued Obligations”); and
(B) the
amount equal to the product of (1) two and (2) the sum of
(x) the Executive’s annual base salary and (y) his or her Average
Annual Bonus;
For
purposes of this Agreement, “Average Annual Bonus” shall mean the average amount
of the annual bonus earned by, and paid to, the Executive under the Key
Employees Incentive Plan (or any substitute or successor plan) for the last
three full calendar years preceding the
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Date
of Termination; provided that if the Executive has not been employed for the
entirety of the last three full calendar years, so that the Average Annual Bonus
cannot be determined based on the actual amount of annual bonuses earned and
paid for such full calendar years, then to the extent necessary to attain an
average of three years for purposes of determining the Average Annual Bonus, the
Executive’s target annual bonus amount for the year in which the Date of
Termination occurs shall be used for any (i) partial calendar year(s) of
employment and (ii) calendar year(s) that has not yet
commenced.
(ii)
In the event Executive elects continued medical benefit
coverage pursuant to Section 4980B(f) of the Internal Revenue
Code of 1986, as amended (the “Code”), then until the earlier of (A) the
eighteen-month anniversary of the Termination Date or (ii) such time as the
Executive becomes eligible to receive medical benefits under another
employer-provided plan, the Company shall reimburse the Executive for premiums
associated with such coverage in an amount equal to the premiums that the
Company would have paid in respect of such coverage had the Executive’s
employment continued during such period.
(iii)
The Lost Opportunity Incentive Equity Award shall become fully vested and
non-forfeitable.
(iv) The
Company shall, at its sole expense as incurred, provide the Executive with
reasonable outplacement services for a period of up to one year from the Date of
Termination, the provider of which shall be selected by the Executive in his or
her sole discretion.
(v) To
the extent not theretofore paid or provided, the Company shall timely pay or
provide to the Executive any other vested amounts or benefits required to be
paid or provided or which the Executive is eligible to receive under any plan,
program, policy or practice or contract or agreement of the Company and its
affiliates, including earned but unpaid stock and similar compensation (such
other amounts and benefits shall be hereinafter referred to as the “Other
Benefits”).
(b) Death or
Incapacity. If the Executive’s employment is terminated by
reason of the Executive’s death or Incapacity during the Employment Period, this
Agreement shall terminate without further obligations to the Executive’s legal
representatives under this Agreement, other than for (i) timely payment of
Accrued Obligations and (ii) provision by the Company of death benefits or
disability benefits for termination due to death or Incapacity, respectively, as
in effect at the date hereof or, if more favorable to the Executive, at the
Executive’s Date of Termination.
(c) Cause. If
the Executive’s employment shall be terminated for Cause during the Employment
Period, this Agreement shall terminate without further obligation of the Company
to the Executive other than timely payment to the Executive of (x) the
Executive’s currently effective annual base salary through the Date of
Termination and (y) Other Benefits, in each case to the extent theretofore
unpaid. If the Executive voluntarily terminates employment during the
Employment Period, this Agreement shall terminate without further obligations to
the Executive, other than for the timely payment of Accrued Obligations and
Other Benefits.
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SECTION 5. Non-exclusivity of
Rights. Nothing in this Agreement shall prevent or limit the
Executive’s continuing or future participation in any plan, program, policy or
practice provided by the Company or any of its affiliates and for which the
Executive may qualify, nor shall anything herein limit or otherwise affect such
rights as the Executive may have under any contract or agreement with the
Company or any of its affiliates. Amounts which are vested benefits
or which the Executive is otherwise entitled to receive under any plan, policy,
practice or program of or any contract or agreement with the Company or any of
its Affiliates at or subsequent to the Date of Termination shall be payable in
accordance with such plan, policy, practice or program or contract or agreement
except as explicitly modified by this Agreement.
SECTION 6. No
Mitigation. The Company agrees that, if the Executive’s
employment is terminated during the term of this Agreement for any reason, the
Executive is not required to seek other employment or to attempt in any way to
reduce any amounts payable to the Executive hereunder. Further, the
amount of any payment or benefit provided hereunder shall not be reduced by any
compensation earned by the Executive as the result of employment by another
employer, by retirement benefits, by offset against any amount claimed to be
owed by the Executive to the Company, or otherwise.
SECTION 7. Restrictive Covenants.
(a) The
Executive will not, during the Employment Period or for a period of two years
following a Termination of Employment, disclose or reveal to any person, firm or
corporation (other than to employees of the Company and its agents and then only
as required on a need-to-know basis in the performance of such employee’s or
agent’s duties) or use (except as required in the performance of his duties
hereunder) any trade secrets (such as, without limitation, processes, formulae,
programs or data) or other confidential information relating to the business,
techniques, products, operations, customers, know-how and affairs of the Company
or any of its affiliates. All business records, notes, magnetic or
electronic media, papers and documents (including, without limitation,
customer lists, estimates, market surveys, computer programs and correspondence)
kept or made by the Executive relating to the business or products of the
Company or any of its affiliates shall be and remain the property of the Company
or the affiliate and shall be promptly delivered to the Company upon termination
of the Employment Period.
(b) The
Executive agrees that, from the date hereof through the first anniversary of the
Date of Termination, the Executive shall not, and shall cause each of his
affiliates (other than the Company and its affiliates) not to,
directly or indirectly, by agency, as an employee, consultant, officer or
director, through a corporation, partnership, limited liability company, or by
any other artifice or device:
(i) engage
in activities or businesses, or establish any new businesses, that are
substantially in competition with the business of the Company or any of its
affiliates, including (A) selling goods or services of the type sold by the
Company or any of its affiliates, except that the Executive may sell any goods
or services that were not sold or to be sold by the Company or any of its
affiliates on the Date of Termination or at any time during the Executive’s
employment with the Company or any of its affiliates, (B) soliciting any
customer or client or prospective customer or client of the Company or any of
its affiliates to purchase any goods or services sold by the Company
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or
any of its affiliates from anyone other than the Company or any of its
affiliates, or servicing any such customer or client or prospective customer or
client in any way in connection with or relating to the goods or services sold
by the Company or any of its affiliates, (C) interfering with, or attempting to
interfere with, business relationships between the Company or any of its
affiliates and the suppliers, partners, members or investors of
the Company or any of its affiliates and (D) assisting any
person in any way to do, or attempt to do, anything prohibited by clause (A),
(B) or (C) above; or
(ii) perform
any action, activity or course of conduct that is substantially detrimental to
the Company or any of its affiliates or business reputation of the Company or
any of its affiliates, including (A) soliciting, recruiting or hiring any
employees of the Company or any of its affiliates or persons who have worked for
the Company or any of its affiliates, (B) soliciting or encouraging any employee
of the Company or any of its affiliates to leave the employment of the Company
or any of its affiliates or intentionally interfering with the relationship of
the Company or any of its affiliates with any such employee and (C) assisting
any person in any way to do, or attempt to do, anything prohibited by clauses
(A) or (B) above.
SECTION 8. Full Settlement and Form of
Release.
(a) Subject
to full compliance by the Company with all of its obligations under this
Agreement, this Agreement shall be deemed to constitute the settlement of such
claims as the Executive might otherwise be entitled to assert against the
Company by reason of the termination of the Executive’s employment for any
reason during the Employment Period. The Company’s obligation to make
the payments provided for in this Agreement and otherwise to perform its
obligations hereunder shall not be affected by any set-off, counterclaim,
recoupment, defense or other claim, right or action which the Company may have
against the Executive or others. The Company agrees to pay as incurred, to
the full extent permitted by law, all legal fees and expenses which the
Executive may reasonably incur as a result of any contest (regardless of the
outcome thereof) by the Company, the Executive or others of the validity or
enforceability of, or liability under, any provision of this Agreement or any
guarantee of performance thereof.
(b) It
is expressly agreed by the parties that the benefits provided for under this
Agreement are substantial, and would not be provided without a prior release
(without subsequent revocation) by the Executive of other claims against the
Company and its affiliates. To record that release, upon any
termination of employment pursuant to Section 4(a) of this Agreement, the
Executive and the Company agree to deliver to each other a written release in
the form attached to this Agreement as Exhibit A (the
“Release”). The Executive must execute the Release prior to the 60th
day following termination of employment in order for the Executive to receive
any payments or benefits under Section 4(a) of this Agreement, other than the
base salary amount payable pursuant to Section 4(a)(i)(A)(1).
SECTION 9. Certain Additional Payments
by the Company.
(a) Anything
in this Agreement to the contrary notwithstanding, in the event that it shall be
determined that any payment or distribution by the Company to or for the benefit
of the Executive (whether paid or payable or distributed or distributable)
pursuant to the terms of this Agreement or otherwise (collectively, the
“Payments”) but determined without regard to any
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additional
payments required under this Section 9, would be subject to the excise tax
imposed by Section 4999 of the Code, the Executive shall be entitled to
receive an additional payment (the “Gross-Up Payment”) in an amount equal to
(i) the amount of the excise tax imposed on the Executive in respect of the
Payments (the “Excise Tax”) plus (ii) all federal, state and local income,
employment and excise taxes (including any interest or penalties imposed with
respect to such taxes) imposed on the Executive in respect of the Gross-Up
Payment, such that after payments of all such taxes (including any applicable
interest or penalties) on the Gross-Up Payment, the Executive retains a portion
of the Gross-Up Payment equal to the Excise Tax. The Gross-Up Payment
shall be paid no later than the end of the Executive’s taxable year in which the
taxes related to the Gross-Up Payment are remitted to the Internal Revenue
Service.
(b) Notwithstanding
any provision of this Section 9, if it shall be determined that the
aggregate amount of the Payments that, but for this Section 9, would be payable
to the Executive, does not exceed 110% of the greatest amount of Payments that
could be paid to the Executive without giving rise to any liability for the
Excise Tax in connection therewith (such greatest amount, the "Floor Amount"),
then: (A) no Gross-Up Payment shall be made to the Executive; and (B) the
aggregate amount of Payments payable to the Executive shall be reduced (but not
below the Floor Amount) to the largest amount which would both (1) not cause any
Excise Tax to be payable by the Executive, and (2) not cause any portion of the
Payments to become nondeductible by reason of Section 280G of the Code (or any
successor provision). Unless the Executive shall have given prior written notice
specifying a different order to the Company to effectuate the foregoing, the
Company shall reduce or eliminate the Payments, by first reducing or eliminating
the portion of the Payments that are payable in cash and then by reducing or
eliminating the non-cash payments, in each case in reverse order beginning with
payments or benefits that are to be paid the farthest in time from the date on
which the reduction is to be effected. Any notice given by the
Executive pursuant to the preceding sentence shall take precedence over the
provisions of any other plan, arrangement or agreement governing the Executive's
rights and entitlements to any benefits or compensation.
SECTION 10. Successors; Binding
Agreement.
(a) The
Company will require any successor (whether direct or indirect, by purchase,
merger, consolidation or otherwise) to all or substantially all of the business
or assets of the Company, by agreement, in form and substance satisfactory to
the Executive, expressly to assume and agree to perform this Agreement in the
same manner and to the same extent that the Company would be required to perform
if no such succession had taken place. Failure of the Company to
obtain such assumption and agreement prior to the effectiveness of any such
succession will be a breach of this Agreement and entitle the Executive to
compensation from the Company in the same amount and on the same terms as the
Executive would be entitled to hereunder had the Company terminated the
Executive for reason other than Cause or Incapacity on the succession
date. As used in this Agreement, “the Company” means the Company as
defined in the preamble to this Agreement and any successor to its business or
assets which executes and delivers the agreement provided for in this
Section 10 or which otherwise becomes bound by all the terms and provisions
of this Agreement by operation of law or otherwise.
(b) This
Agreement shall be enforceable by the Executive’s personal or legal
representatives, executors, administrators, successors, heirs, distributees,
devisees and legatees.
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SECTION 11. Non-assignability. This
Agreement is personal in nature and neither of the parties hereto shall, without
the consent of the other, assign or transfer this Agreement or any rights or
obligations hereunder, except as provided in Section 10
hereof. Without limiting the foregoing, the Executive’s right to
receive payments hereunder shall not be assignable or transferable, whether by
pledge, creation of a security interest or otherwise, other than a transfer by
his or her will or by the laws of descent or distribution, and, in the event of
any attempted assignment or transfer by the Executive contrary to this Section
11, the Company shall have no liability to pay any amount so attempted to be
assigned or transferred.
SECTION 12. Notices. For
the purpose of this Agreement, notices and all other communications provided for
herein shall be in writing and shall be deemed to have been duly given when
delivered or mailed by United States registered or certified mail, return
receipt requested, postage prepaid, addressed as follows:
If to the
Executive: Xxxxxxx X.
Xxxxx
0000 Xxx Xxxxx Xxxx
Xxxxxxxx, XX 00000
If to the
Company: The Brink’s
Company
0000 Xxxxxxxx Xxxxx, Xxxxx
000
P.O. Box 18100
Xxxxxxxx, XX 00000
Attention of Corporate
Secretary
or
to such other address as either party may have furnished to the other in writing
in accordance herewith, except that notices of change of address shall be
effective only upon receipt.
SECTION 13. Operation of Agreement;
Survival of Obligations. This Agreement shall be effective
immediately upon its execution and continue to be effective so long as the
Executive is employed by the Company or any of its affiliates; provided,
however, that the parties’ respective obligations hereunder shall survive the
termination of the Executive’s employment for any reason.
SECTION 14. Governing
Law. The validity, interpretation, construction and
performance of this Agreement shall be governed by the laws of the Commonwealth
of Virginia without reference to principles of conflict of laws.
SECTION 15. Miscellaneous. (a) This
Agreement contains the entire understanding with the Executive with respect to
the subject matter hereof and supersedes any and all prior agreements or
understandings, written or oral, relating to such subject matter. No
provisions of this Agreement may be modified, waived or discharged unless such
modification, waiver or discharge is agreed to in writing signed by the
Executive and the Company.
(b) The
invalidity or unenforceability of any provision of this Agreement shall not
affect the validity or enforceability of any other provision of this
Agreement.
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(c)
It is expressly understood that subject to the terms of the Change in Control
Agreement referred to in Section 2 hereof, the Executive remains an
employee at the will of the Company.
(d) This
Agreement may be executed in one or more counterparts, each of which shall be
deemed to be an original but all of which together will constitute one and the
same Agreement.
(e) The
Company may withhold from any benefits payable under this Agreement all Federal,
state, city or other taxes as shall be required pursuant to any law or
governmental regulation or ruling.
(f) The
captions of this Agreement are not part of the provisions hereof and shall have
no force or effect.
IN
WITNESS WHEREOF, the parties have caused this Agreement to be executed and
delivered as of the day and year first above set forth.
| THE BRINK'S COMPANY, | |||
|
|
by:
|
/s/ Xxxxxxx X. Xxx | |
| Xxxxxxx X. Xxx | |||
| Chairman of the Board, | |||
| President and Chief Executive Officer | |||
| /s/ Xxxxxxx X. Xxxxx | |||
| Xxxxxxx X. Xxxxx | |||
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EXHIBIT
A
MUTUAL
RELEASE dated as of ____________________, between _____________, residing in the
Commonwealth of Virginia (the “Executive”) and THE BRINK’S COMPANY, a Virginia
corporation (the “Company”).
For
and in consideration of the promises set forth in the Severance Agreement dated
as of April 7, 2008, between the Executive and the Company (the “Agreement”),
the Company hereby releases and forever discharges the Executive from any
claims, acts, damages, demands, benefits, accounts, liabilities, obligations,
liens, costs, rights of action, claims for relief, and causes of action, in law
and in equity, both known and unknown, which the Company ever had, now has, or
might in the future have against the Executive, except such as may arise from
any malfeasance on the part of the Executive.
Subject
to the provisions of the penultimate paragraph of this Mutual Release, for good
and valuable consideration, receipt of which is hereby acknowledged, the
Executive hereby releases and forever discharges the Company and its affiliates,
absolutely and forever, of and from any and all claims, acts, damages, demands,
benefits, accounts, liabilities, obligations, liens, costs, rights of action,
claims for relief and causes of action of every nature and kind whatsoever, in
law and in equity, both known and unknown, which the Executive ever had, now has
or might in the future have against the Company and/or its affiliates,
including, but not limited to any and all claims, acts, damages, demands,
benefits, accounts, liabilities, obligations, liens, costs, rights of actions,
claims for relief and causes of action in any way connected with, related to
and/or resulting from the Executive’s employment with the Company and its
affiliates, the termination of such employment, possible rights or claims
arising under the Age Discrimination in Employment Act of 1967, and the
compensation, calculation, determination and payment under any and all stock and
benefit plans and termination agreements operative between the Executive and the
Company, including but not limited to claims for bonus or other incentive
compensation, salary, severance, “fringe” benefits, vacation, stock benefits,
retirement benefits, worker’s compensation benefits, and unemployment
benefits. In addition, the Executive agrees not to support or
participate in the commencement of any suit or proceeding of any kind against
the Company and its affiliates or against their directors, officers, agents or
employees with respect to any act, event or occurrence or any alleged failure to
act, occurring up to and including the date of the execution of this Mutual
Release.
As
used herein, the Executive refers to and includes the Executive and his heirs,
executors, administrators, representatives, legatees, devisees, agents, family
predecessors, attorneys, and the successors and assigns of each of
them. As used herein, references to the Company and to the Company
and its affiliates refer to and include The Brink’s Company, a Virginia
corporation, and all past and present subsidiaries, divisions, parent companies,
affiliated and/or commonly controlled corporations, companies, and enterprises,
ventures, and projects, and all past and present officers, directors, trustees,
employees, representatives, agents and attorneys thereof, and the successors and
assigns of each of them.
The
Company and the Executive hereby warrant and represent to each other that there
has been no assignment, conveyance, encumbrance, hypothecation, pledge or other
transfer of any interest in any matter covered by this Mutual Release, and
hereby agree to indemnify, defend, and
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hold
each other harmless of and from any and all claims, liabilities, damages, costs,
expenses, and attorneys’ fees incurred as a result of anyone asserting any such
assignment, conveyance, encumbrance, hypothecation, pledge or
transfer.
There
is expressly reserved from the effect of this Mutual Release any claim which the
Executive may now or hereafter have regarding (a) the Severance Agreement
to which this Mutual Release was an Exhibit and the benefits provided for
thereunder including, without limitation, those benefits contemplated by
Section 4 of such Agreement and (b) the provisions of Article VIII of
the Amended and Restated Articles of Incorporation of the Company, as in effect
on the date hereof, which indemnification obligation will continue in full force
and effect for the Executive’s actions prior to the date
hereof. Without limiting the generality of the foregoing, also
reserved from this Release are the Executive’s entitlement to retirement
and other benefits under the terms of the Company’s 401(k) Plan, Key Employees
Deferred Compensation Program and 2005 Equity Incentive Plan, as
amended. In addition, there is reserved from this Release the
Executive’s entitlement to such medical and life insurance coverage as may be
provided from time to time under employee benefit plans available to retired
employees of the Company.
The
Executive acknowledges that he has had at least twenty-one (21) days to consider
the meaning of this Mutual Release and that he should seek advice from an
attorney. Furthermore, once the Executive has signed this Mutual
Release, he may revoke this Mutual Release during the period of seven (7)
business days immediately following his signing hereof (the “Revocation
Period”). This Mutual Release will not be effective or enforceable
until the Revocation Period has expired without revocation by the
Executive. Any revocation within this period must be submitted in
writing to the Company and signed by the Executive.
The
Executive agrees that he has entered into this Mutual Release after having had
the opportunity to consult the advisor of his choice, including an attorney,
with such consultation as he deemed appropriate and has a full understanding of
his rights and of the effect of executing this Mutual Release, namely, that he
waives any and all non-excluded claims or causes of action against the Company
regarding his employment or termination of employment, including the waiver of
claims set forth above; provided that this Mutual Release does not preclude
filing a charge with the U.S. Equal Employment Opportunity
Commission. The Executive acknowledges that, to the extent permitted
by law, with respect to any charge, complaint or claim filed or otherwise
pursued with any state or federal agency against the Company, the Executive will
forgo any monetary damages, including but not limited to compensatory damages,
punitive damages and attorneys’ fees, to which the Executive may otherwise be
entitled in connection with said charge, complaint or claim. The
Executive further acknowledges that his execution of this Mutual Release is made
voluntarily and with full understanding of its consequences and has not been
coerced in any way. This Mutual Release may not be changed orally.
Capitalized terms not defined herein shall be as defined in the
Agreement.
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THE BRINK’S
COMPANY,
by ___________________________________
___________________________________
Xxxxxxx X. Xxxxx
COMMONWEALTH
OF VIRGINIA,)
)
ss.:
COUNTY
OF HENRICO, )
On
this ____ day of _______________ before me personally came ________________, to
me known and known to me to be the individual described in and who executed the
foregoing Mutual Release, and duly acknowledged to me that he executed the
same.
______________________________
Notary
Public
COMMONWEALTH
OF VIRGINIA,)
)
ss.:
COUNTY
OF HENRICO, )
On
this ___ day of _______________ before me personally came _________________, to
me known and known to me to be the officer who executed the foregoing Mutual
Release on behalf of THE BRINK’S COMPANY, and he duly acknowledged to me that he
executed the same.
______________________________
Notary Public
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